ST.
JOHN'S, NL, July 24,
2024 /CNW/ - Aurion Resources Ltd. (TSX
VENTURE: AU) (OTCQX: AIRRF) ("Aurion" or the
"Company") announces a non-brokered private placement of
common shares (the "Kinross Private Placement") to Kinross
Gold Corporation ("Kinross") which, on closing, will enable
Kinross to maintain its previous
ownership position of approximately 9.98% of the issued and
outstanding common shares of the Company.
By news release dated July 16,
2024, the Company announced an upsized brokered private
placement of up to 11,818,182 common shares at a price of
C$0.55 per common share (the
"Brokered Offering") through a syndicate of agents led by
Red Cloud Securities Inc. (collectively, the "Agents"). The
Company has also granted the Agents an option (the "Agents'
Option"), exercisable at any time up to 48 hours prior to the
closing of the Brokered Offering, to sell up to an additional
2,727,273 common shares issuable under the Brokered Offering on the
same terms and conditions.
Kinross initially purchased
6,853,500 common shares of the Company by way of private placement
in September 2017, thus acquiring
9.98% of the then issued and outstanding common shares of the
Company. Kinross has the right to
maintain its pro rata interest in the Company for so long as it
owns at least 5% of the issued and outstanding common shares of the
Company from time to time. The Kinross Private Placement is
expected to comprise the sale of a minimum of 1,582,153 common
shares and a maximum of 1,884,510 common shares at a price of
C$0.55 per common share, with the
final amount to be determined by the extent to which the Brokered
Offering is completed and the Agents' Option is exercised.
The Company plans to use the net proceeds of the Brokered
Offering and the Kinross Private Placement for the exploration and
advancement of the Company's projects in Finland, which includes its Flagship Risti
Project, and other projects on its 100% owned land and its joint
venture properties with B2Gold Corp. and Kinross Gold Corporation,
as well as for general working capital purposes.
The closing of each of the Brokered Offering and the Kinross
Private Placement is expected to occur on or about August 7, 2024 and is subject to certain
conditions, including, but not limited to, the receipt of any
necessary regulatory approvals, including the approval of the TSX
Venture Exchange. All securities issued in connection with the
Kinross Private Placement will be subject to a hold period of four
months and one day from the closing.
The securities to be offered under the Kinross Private Placement
have not been, and will not be, registered under the U.S.
Securities Act or any U.S. state securities laws, and may not be
offered or sold in the United
States or to, or for the account or benefit of, United States persons absent registration or
any applicable exemption from the registration requirements of the
U.S. Securities Act and applicable U.S. state securities laws. This
press release does not constitute an offer to sell or the
solicitation of an offer to buy securities in the United States, nor in any other
jurisdiction.
About Aurion Resources Ltd.
Aurion Resources Ltd. (Aurion) is a well-funded, Canadian
exploration company listed on the TSX Venture Exchange (TSX-V: AU)
and the OTCQX Best Market (OTCQX: AIRRF). Aurion's strategy is to
generate or acquire early-stage precious metals exploration
opportunities and advance them through direct exploration by our
experienced team or by business partnerships and joint venture
arrangements. Aurion's current focus is exploring on its Flagship
Risti project, as well as advancing its joint venture properties
with B2Gold Corp. and Kinross Gold Corporation in Finland.
On behalf of the Board of Directors,
Matti Talikka, CEO
FORWARD-LOOKING INFORMATION
Certain of the statements made and information contained herein,
including the anticipated timing and completion of the Kinross
Private Placement and Brokered Offering, the number of shares to be
issued thereunder, and the use of proceeds, is "forward-looking
information" within the meaning of applicable Canadian securities
legislation or "forward-looking statements" within the meaning the
Securities Exchange Act of 1934 of the
United States. Generally, these forward-looking statements
or information can be identified by the use of forward-looking
terminology such as "plans", "expects" or "does not expect", "is
expected", "budget", "scheduled", "estimates", "forecasts",
"intends", "anticipates" or "does not anticipate", or "believes",
or variations of such words and phrases or state that certain
actions, events or results "may", "could", "would", "might" or
"will be taken", "occur" or "be achieved". Forward-looking
statements are subject to a variety of risks and uncertainties
which could cause actual events or results to differ from those
reflected in the forward-looking statements, including, without
limitation, the satisfaction of the conditions precedent to the
Kinross Private Placement and the Brokered Offering, including the
receipt of any stock exchange or regulatory approvals required in
connection with the Kinross Private Placement and the Brokered
Offering, management's discretion regarding the use of proceeds
risks and uncertainties relating to foreign currency fluctuations;
risks inherent in mining including environmental hazards,
industrial accidents, unusual or unexpected geological formations,
ground control problems and flooding; risks associated with the
estimation of mineral resources and reserves and the geology, grade
and continuity of mineral deposits; the possibility that future
exploration, development or mining results will not be consistent
with the Company's expectations; the potential for and effects of
labour disputes or other unanticipated difficulties with or
shortages of labour or interruptions in production; actual ore
mined varying from estimates of grade, tonnage, dilution and
metallurgical and other characteristics; the inherent uncertainty
of production and cost estimates and the potential for unexpected
costs and expenses, commodity price fluctuations; uncertain
political and economic environments; changes in laws or policies,
foreign taxation, delays or the inability to obtain necessary
governmental permits; and other risks and uncertainties, including
those described under risk factors in the Company's current
management discussion and analysis. Should one or more of these
risks and uncertainties materialize, or should underlying
assumptions prove incorrect, actual results may vary materially
from those described in forward-looking statements. The
forward-looking information contained herein is presently for the
purpose of assisting investors in understanding the Company's plans
and objectives and may not be appropriate for other purposes.
Accordingly, readers are advised not to place undue reliance on
forward-looking statement. The Company assumes no obligation to
update any forward-looking information or to update the reasons why
actual results could differ from such information unless required
by applicable law.
Neither the TSX Venture Exchange nor its Regulation Services
Provider (as that term is defined in the policies of the TSX
Venture Exchange) accepts responsibility for the adequacy or
accuracy of this release.
SOURCE Aurion Resources Ltd.